Mutual Arbitration Agreement Between You and
We agree—both you (and your family members and beneficiaries) and Tranquility Labs, LLC (meaning the corporation together with its directors, officers, employees, affiliates, agents, successors or assigns)—that (1) any mutual claim, dispute or controversy, or (2) any claim by either of us against the other on any matter, or (3) any claim arising from or related to this agreement, or (4) any claim arising from the relationships that result from this agreement, no matter against whom made, or (5) any dispute over the applicability of this Arbitration Agreement, or (6) any dispute about the validity of part of or the entire Arbitration Agreement (and hereinafter any or all types of claims, disputes, or controversies shall be referred to as a “Dispute” or “Disputes”), SHALL BE RESOLVED EXCLUSIVELY BY NEUTRAL, BINDING ARBITRATION BY THE NATIONAL ARBITRATION FORUM in the United States, under its Code of Procedure in effect at the time that the cause(s) of the Dispute arose or at the time that the Dispute is arbitrated (whichever is determined, in the sole discretion of the arbitrator, to be appropriate), except as specified otherwise in this Mutual Arbitration Agreement.
Arbitration hearings will take place in a location as convenient for you as possible subject to the approval of the National Arbitration Forum. To get more information on how to file a claim and obtain relevant forms, please contact the National Arbitration Forum at http://www.adrforum.com/, write to them at P.O. Box 50191, Minneapolis, Minnesota 55405, call them toll-free at 1-800-474-2371, or fax them at 1-952-345-1160. The identity of the arbitrator shall be determined solely by the National Arbitration Forum, so as to eliminate any undue influence that you or Tranquility Labs, LLC can apply to the detriment of the other regarding the choice of arbitrator at the National Arbitration Forum.
In the event that, for any reason, the National Arbitration Forum is unable or unwilling to arbitrate the Dispute in binding fashion, you and Tranquility Labs, LLC agree that the American Arbitration Association shall arbitrate the Dispute in binding fashion. To contact the American Arbitration Association (at www.adr.org), write to them at The Paramount Building, 1633 Broadway, Tenth Floor, New York, NY 10019, call them at 1-212-484-3266, or fax them at 1-212-307-4387. The identity of the arbitrator shall be determined solely by the American Arbitration Association, so as to eliminate any undue influence that you or Tranquility Labs, LLC can apply to the detriment of the other regarding the choice of arbitrator at the American Arbitration Association.
In the event that, for any reason, the American Arbitration Association is also unable or unwilling to arbitrate the Dispute in binding fashion, you and Tranquility Labs, LLC agree that you and Tranquility Labs, LLC shall endeavor in good faith to secure the services of another neutral arbitration body and that, under no circumstances, shall the Dispute be entertained by a court of law.
This Mutual Arbitration Agreement is effective pursuant to a transaction involving interstate commerce, and shall be governed by and interpreted under the Federal Arbitration Act. The Act is codified as law at Title 9 of the U.S. Code, sections 1-16. You may review the provisions of the Act at the website of the Office of Law Revision Counsel of the United States House of Representatives, at http://uscode.house.gov/uscode-cgi/fastweb.exe?getdoc+uscview+t09t12+3+2++(the)%20%20A.
We both agree that the arbitration shall be conducted before one neutral arbitrator, who shall be selected by the National Arbitration Forum (or by a default arbitration body as set forth above). Any award of the arbitrator may be entered as a judgment in a United States court having jurisdiction as determined in the sole discretion of the arbitrator. In the event that a court having jurisdiction finds any portion of this Mutual Arbitration Agreement unenforceable, that portion shall not be effective, and the remainder of the Mutual Arbitration Agreement shall remain effective.
BOTH PARTIES TO THIS Mutual Arbitration Agreement--YOU AND TRANQUILITY LABS LLC —UNDERSTAND THAT YOU AND WE WOULD HAVE HAD THE RIGHT OR OPPORTUNITY TO LITIGATE DISPUTES THROUGH A COURT AND TO HAVE A JUDGE OR JURY DECIDE OUR CASE, BUT YOU AND WE CHOOSE TO HAVE ANY DISPUTES DECIDED THROUGH ARBITRATION.
We agree that THE ARBITRATION SHALL BE LIMITED SOLELY TO THE DISPUTE BETWEEN YOU AND TRANQUILITY LABS LLC, meaning that the arbitration, or any portion of it, will not be consolidated with any other arbitration, and will not be conducted on a class-wide or class action basis. In other words, WE ARE BOTH WAIVING THE RIGHT TO JOIN OR CONSOLIDATE CLAIMS WITH OTHER PERSONS OR CORPORATIONS WHO MAY HAVE THE SAME OR SIMILAR CLAIMS AGAINST YOU OR AGAINST US. Further, WE BOTH WAIVE THE RIGHT TO ARBITRATE ANY CLAIM AS A REPRESENTATIVE OF A CLASS OR IN A PRIVATE ATTORNEY GENERAL CAPACITY, AND WE BOTH WAIVE THE RIGHT TO PARTICIPATE IN ANY MANNER IN A CLASS ACTION EITHER IN A COURT OF LAW OR IN ARBITRATION AGAINST EACH OTHER.
THE TERMS OF THIS ARBITRATION AGREEMENT MAY CHANGE WITHOUT NOTICE FROM TIME TO TIME. THE TERMS THAT SHALL BE APPLICABLE TO DISPUTES BETWEEN YOU AND TRANQUILITY LABS LLC SHALL BE THOSE TERMS THAT ARE SET FORTH HERE AT THE TIME THAT THE TRANSACTION OR OCCURRENCE THAT GAVE RISE TO THE DISPUTE OCCURRED.
YOU MAY OPT OUT OF THIS AGREEMENT IF, WITHIN 30 DAYS OF YOUR PURCHASE OF A PRODUCT FROM THIS WEBSITE, YOU SEND AN EMAIL TO THE FOLLOWING EMAIL ADDRESS: [email protected], AND SUCH EMAIL CLEARLY INDICATES YOUR REQUEST TO OPT OUT. You must include your name, telephone number, and order number in your email. You will receive an email confirmation of your opt-out within 3 business days. You must retain this email confirmation of your opt-out for your records. If you do not receive an email confirmation of your opt-out within 3 business days, please contact us via the following telephone number: North America toll free 1 888-407-9659 or International (international calling code) +1 888-407-9659. If you are calling outside regular business hours (8:30am - 5:00 pm Pacific Time) you will need to leave a message that includes your name and telephone number. This procedure is intended to protect your rights as well as ours.
In the event that, for whatever reason, any portion of a dispute between you and Tranquility Labs, LLC is to be determined by a state court, we both agree that any questions arising from or relating to this Mutual Arbitration Agreement, its interpretation, its breach, its termination, its validity, and the relationships that result from this Mutual Arbitration Agreement, or any questions arising from or relating to the marketing, advertising, sales, or any related purchase of products from Tranquility Labs LLC, SHALL, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, BE GOVERNED BY THE LAWS OF THE STATE OF DELAWARE, WITHOUT REGARD TO CONFLICTS OF LAWS RULES.
If you reside outside of the United States, any claims we may have against each other shall be brought before an arbitrator of the National Arbitration Association in New York City, and all the other terms and conditions of this Mutual Arbitration Agreement shall apply to you as if you were a resident of New York City. In the event that, for any reason, the National Arbitration Forum is unable or unwilling to arbitrate the Dispute in binding fashion, then the default mechanism as set forth above for determining the arbitration body to resolve the Dispute in binding fashion shall apply.
Each party shall pay for its own costs and attorneys' fees, if any, and Tranquility Labs, LLC will endeavor to secure pro bono assistance for an indigent claimant. However, if a party prevails on a statutory claim that affords the prevailing party attorneys' fees, the arbitrator may award reasonable fees to the prevailing party, under the standards for fee shifting provided by law.
Tranquility Labs, LLC recognizes that the size of a claim against it may be relatively minor compared to the expense in bringing and maintaining an arbitration action, and Tranquility Labs LLC recognizes that, by this Mutual Arbitration Agreement, we have both waived our rights to proceed against each other on a class action basis, whether in litigation or arbitration. Although this Mutual Arbitration Agreement is reciprocal in every respect, we understand that unequal bargaining power may exist between you and Tranquility Labs, LLC in making this agreement. Therefore, in light of our mutual waiver of the opportunity and right to litigate disputes through a court and to have a judge or jury decide the case, and in light of our mutual waiver of the opportunity and right to proceed against each other in class-wide litigation or class-wide arbitration, we remind you that you can always avail yourself of our 100% money-back no-questions-asked guarantee. In addition, we would also be happy to try to settle our dispute via mediation before proceeding to binding arbitration.
If you wish to try mediation before binding arbitration, then you and Tranquility Labs, LLC hereby agree that any and every Dispute shall be entertained by a mediator at the National Arbitration Forum (using the contact information provided above for the National Arbitration Forum) strictly between us within 30 days of your asking us for mediation of the dispute. Any such mediation shall be held in the location designated by the National Arbitration Forum, and shall be conducted according to the mediation rules of the National Arbitration Forum in effect at the time that the cause(s) of the Dispute arose or at the time that the Dispute is mediated (whichever is determined, in the sole discretion of the mediator, to be appropriate). You can review the mediation procedures on the website of the Forum at http://www.adrforum.com/, or by asking the Forum for a copy using the Forum's contact information provided above. In the event that, for any reason, the National Arbitration Forum is unable or unwilling to mediate the Dispute, then the default mechanism as set forth above for determining the arbitration body to resolve the Dispute in binding fashion shall apply, mutatis mutandis, for determining the mediation body, i.e., shall apply giving due consideration to the difference in application between mediation and arbitration.
You and Tranquility Labs, LLC hereby further agree that both of us shall endeavor to resolve our mediated dispute in good faith. If, 120 days after the commencement of mediation, we are not successful in resolving the Dispute(s), then you and Tranquility Labs, LLC hereby agree that the matter shall be resolved solely by binding arbitration strictly between you and Tranquility Labs, LLC according to the terms, conditions, and procedures for this outlined above.
No waiver of any breach of this Mutual Arbitration Agreement shall be considered as a waiver of any subsequent breach of the same provision or other provision.
If any provision of this Mutual Arbitration Agreement is held by any competent legal, arbitral, or regulatory authority with jurisdiction to be invalid or unenforceable in whole or in part, the validity of the other provisions and the remainder of the affected provision shall be unaffected and shall remain in full force and effect.
We shall have no liability to you for any delay in performance to the extent that such delay is due to any event outside our reasonable control including but not limited to acts of God, war, flood, fire, labor disputes, sub-contractor delays, strikes, lock outs, riots, civil commotion, malicious damage, explosion, governmental action and any other similar events. If we are affected by any such event, then time for performance shall be extended for a period equal to the period that such event or events delayed such performance.
All third party rights are excluded and no third party shall have any right to enforce this Mutual Arbitration Agreement.
For Disputes that arise from this particular purchase or website browsing/usage, this current Mutual Arbitration Agreement supersedes all prior or contemporaneous communications or proposals, whether electronic, oral or written, between you and Tranquility Labs, LLC, whether with respect to this website or any other matter. For Disputes that arise from previous purchases or website browsing/usage, the Mutual Arbitration Agreement terms at the time of the previous purchase or website browsing/usage remain in effect.
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